Notable Cases
The following are some reputable cases recently handled by our Firm:
(1) Securities and Futures Commission v. Lu Ruifeng & Others [2022] HKCA 326 & 482
We successfully appealed before the Court of Appeal against the decision allowing leave to SFC to amend its pleadings by adding our client as a co-defendant on the ground that SFC’s alleged claim was already time-barred. SFC brought proceedings in the High Court and in the Market Misconduct Tribunal against various parties alleging insider dealing in the shares of a listed company. SFC subsequently sought to add our client as a co-defendant by amending its pleadings. The Court of Appeal adopted our team’s legal submissions on the issue of limitation period.
(2) Arjowiggins HKK2 Ltd v. X Co. [2022] HKCFI 128 and 859
We successfully applied to the Court in setting aside of an Arbitral Award, and successfully opposed the Respondent’s cross-application for the enforcement of the Award, on the ground that the Tribunal had acted beyond the scope of the parties’ reference to the Arbitration. The arbitration was conducted in Hong Kong before a panel of 3 eminent arbitrators. The Applicant and the Respondent were shareholders of a dissolved joint venture company. After the JV’s dissolution, the Respondent alleged the Applicant had possession of certain JV documents and sought against the Applicant in the arbitration for delivering those JV documents to the Respondent. The Tribunal held that, amongst others, the Respondent had no right to call for delivery of those JV documents to itself, but invited parties to make further submissions regarding the disposal of JV documents. Notwithstanding the Applicant’s submissions regarding the Tribunal’s lack of jurisdiction to make further orders, the Tribunal ruled that the JV documents should be delivered up to the JV’s compulsory liquidation group. The Hong Kong Court held that the Tribunal’s order for delivery of JV documents to the compulsory liquidation group was outside the scope of the parties’ submission to the arbitration and the Award was therefore set aside.
(3) Shandong Chenming Paper Holdings Ltd. v. Arjowiggins HKK2 Ltd. [2022] HKCFA 11
We successfully opposed the Plaintiff’s appeal before the Court of Final Appeal on its contention that, given the Plaintiff is an unregistered company, the Defendant would not be able to satisfy the second requirement of the three core requirements for the Hong Kong court to exercise its jurisdiction to wind up the Plaintiff.
The Plaintiff was a PRC company whose shares are dually listed in Shenzhen and Hong Kong. In 2015, the Hong Kong Court granted the Defendant leave to enforce a 2015 arbitral award against the Plaintiff. The Defendant served a statutory demand on the Plaintiff for about RMB 273 million and other sums of costs and expenses. The Plaintiff did not pay but applied to the Hong Kong Court for an injunction to prevent the Defendant from presenting a winding up petition.
The central issue was whether the second core requirement, namely whether there was a reasonable possibility that the winding up order would benefit those apply for it, was met. We were successful before the Court of First Instance, the Court of Appeal and the Court of Final Appeal. The Court of Final Appeal held that the commercial pressure caused by the presentation of a winding up petition is a qualifying benefit for the second requirement.
(4) Ding Huirong v. China Times Securities Ltd. & Anor [2021] HKCA 419
We successfully obtained a summary determination of question of law under Order 14A. In the present case, attracted by a low-interest loan offer, the Plaintiff pledged his shares of a listed company to the 1st Defendant as a collateral for advancing such loan (the “Loan”). The Plaintiff only received a small portion of the Loan, but the 1st Defendant refused to return the Plaintiff his shares. On the other hand, the lender alleged the Plaintiff had breached the Loan agreement. The Plaintiff then sued the Defendants for fraud and in breach of the Securities and Futures Ordinance (Cap. 571). The 1st Defendant produced numerous suspicious documents. The Court of First Instance accepted our team’s legal submissions that the defence of the Defendants would not prejudice Plaintiff’s equity of redemption and granted summary determination. The decision of the Court of First Instance was upheld by the Court of Appeal.